A Company Secretary in Practice before undertaking the work relating to pre-certification has not thoroughly read the requirements of the provisions of the Companies Act, 2013 and Rules made thereunder and is also not fa

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · December 2024
A Company Secretary in Practice before undertaking the work relating to pre-certification has not thoroughly read the requirements of the provisions of the Companies Act, 2013 and Rules made thereunder and is also not familiar with the actual practices that are being followed in this regard. As a result, while doing certification of forms of a Company Milk Bread Ltd., he/she did not notice that the forms he/she was certifying were not digitally signed by the director or person authorised by Milk Bread Ltd. Also, he/she did not follow the due procedure before the certification, including approval by the Company, if any. Explain the aspects which a Company Secretary should ensure before undertaking the work relating to pre-certification ?

Answer & Explanation:

Professionals like Company Secretary in Practice (PCS) before undertaking the work relating to pre-certification should thoroughly read the requirements of the provisions of the Companies Act, 2013 and Rules made thereunder and be familiar with the actual practices that are being followed in this regard. He/she should particularly ensure the following: Ensure that Letter of Engagement/Board Resolution authorizing the professional for the assignment by the company to be obtained (where the statutory requirement is there for the board resolution or general meeting resolution then a copy of the extract of such resolution shall be obtained by PCS. Wherever the instance is possible it is recommended to record such appointment in the Minutes of the Board meetings); Maintain a physical/scanned copy of all documents verified (subject to confidentiality requirement); Ensure that all relevant documents and attachments are legible and visible; Verify the documents from the original records of the company and then seek the soft copies for form filing; Correctness of the records and the material departure from the facts; The form to be digitally signed by the Director or person authorized by the company; Before certification of any form, the person should be aware about the relevant provisions under the Act and Rules made thereunder; Due procedures to be followed before the certification, including approval by the Company, if any.

Topics: Certification Services

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